[OT] advice needed.

[Vladislav Safronov <vl...@comptek.ru>]

Hi,

I know it's very OT, but don't kick me I just need advice.

I am going to work in a Web Company to write some mod_perl apps.
They gave me a contract (I think the terrible one) which
contains paragraph (among the others) that signs the rights to all
inventions over to them.
The problem is .. I have never sign such contracts and I don't know if it's
"common" contract template that programmers sign when start coding for
somebody.

If someone have 15 minutes to have a look at the my contract (I'll send
link) or tell
where I can find a "typical" contract for such work, let me know.

/Vlad.

Re: [OT] advice needed.

[David Hodgkinson <da...@hodgkinson.org>]

"Vladislav Safronov" <vl...@comptek.ru> writes:

> Hi,
> 
> I know it's very OT, but don't kick me I just need advice.
> 
> I am going to work in a Web Company to write some mod_perl apps.
> They gave me a contract (I think the terrible one) which
> contains paragraph (among the others) that signs the rights to all
> inventions over to them.
> The problem is .. I have never sign such contracts and I don't know if it's
> "common" contract template that programmers sign when start coding for
> somebody.

It depends what you're developing IMHO.

I could care less about the sites I'm writing for and what they
do. What _is_ important is honing your skills and the techniques you
use. These are what I feel increase my value: the ability to do
whatever job better and faster.

I'm not likely to want to go out and do a ferry booking B2C site on my
own in the very near future...however, using the Template Toolkit as a
mod_perl handler is WAY up the list of Good Things.

HTH,

Dave

-- 
Dave Hodgkinson,                             http://www.hodgkinson.org
Editor-in-chief, The Highway Star           http://www.deep-purple.com
      Apache, mod_perl, MySQL, Sybase hired gun for, well, hire
  -----------------------------------------------------------------

Re: [OT] advice needed.

[ed <ar...@sirius.com>]

Mike,

I think many developers share a similar desire to not
have projects (that leverage free software) close down
what are really generic programming techniques,
routines, classes, protocols, etc.  And further,
we'd like to contribute enhancements and documentation
based upon our work.

I'd like to find a lawyer who has experience and/or
want to pursue legal means of removing the friction
that keeps us from giving back. Part of that work would
of course involve contract writing/editing. I'm hiring.
Contact me if you are such.

It is up to you to educate your potential employers
about just how much of what you do is pior open
art and how free software can empower them.
That means the first contract has to be amended.
;-)

Be very explicit about your intentions from the get go,
and repeat yourself a few times; never assume they'll
look at the code or even closely read your written
self-description.

Ed

Michael Dearman wrote:

> Where the heck does trying to do the right thing by
> GPL (or similar), in attempting to return some improved
> OpenSource code to the community. Or however the license
> phrases it. Shouldn't these contracts address that issue
> specifically, especially when the project is _based_ on
> OpenSource/GPL'd code?
>
> Mike D.

Re: [OT] advice needed.

[Michael Dearman <md...@inficad.com>]

Where the heck does trying to do the right thing by
GPL (or similar), in attempting to return some improved
OpenSource code to the community. Or however the license
phrases it. Shouldn't these contracts address that issue
specifically, especially when the project is _based_ on
OpenSource/GPL'd code?

Mike D.

Re: [OT] advice needed.

[John Reid <jr...@cix.co.uk>]

"Alexander Farber (EED)" wrote:
> 
> Vladislav Safronov wrote:
> > I am going to work in a Web Company to write some mod_perl apps.
> > They gave me a contract (I think the terrible one) which
> > contains paragraph (among the others) that signs the rights to all
> > inventions over to them.
> 
> The same paragraph (the inventions resulted from your contracting
> work belong to the company who hired you) is in my contract here
> in Germany and my lawyer told me it's a usual thing.
> 
> > The problem is .. I have never sign such contracts and I don't know if it's
> > "common" contract template that programmers sign when start coding for
> > somebody.
> 
> I'd go to a lawyer to check the contract.

It's a very common clause here in the UK. The only thing that you need
to watch out for is that the clause covers only those inventions made
'while in the course of your duties'. This allows you to do other work
in your spare time. Most employers want to hold title to the work
produced by their employees while they are paying them to do that work.

-- 
John Reid
Senior Analyst/Programmer
Open Connect (Ireland) Ltd
http://www.openconnect.ie/

Re: [OT] advice needed.

[Chris Lewis <cl...@nortelnetworks.com>]

Vladislav Safronov wrote:

> http://vlad.narod.ru/contract.html

> is it really looks like a usual thing?

Fairly usual, once read carefully and you realize that they're only
claiming inventions that relate to them/resourced by them - the rest is
disclosure, in an attempt to forestall any future problems.  The problem
is really in section 3.

Section 1 is relatively normal, except that the last sentence doesn't
limit the restrictions to work related to the company.  It would, for
example, prohibit you from volunteer work in an unrelated field.  This
is silly.  Obtain written clarification.

Section 2 is normal.  Courts will uphold restrictions on proprietary
information, provided that the definition of proprietary information is
reasonable (ie: company customer information, proprietary technology
etc).
Not normal stuff you learn about your field.  AT&T came to some grief
trying to enforce restrictions on "normal stuff".

Section 3, first sentence is absurd.  It means that you can't work in
your field for two years after termination.  In Canada, such a clause
would be considered by the court to be a blatant attempt to deprive you
of your right to earn a living in your chosen profession, and would
likely cause the entire contract to be invalidated (also cf. AT&T's
grief). A former employer of mine tried this stunt on me and we laughed
in their face. They folded. The rest of section 3 is common, but rarely
enforceable (it is also probably too broad).

Companies usually draft this in such a way that you're prohibited from
directly competing with their business using proprietary knowledge that
you obtained from them, or raping their employee base directly.

In context with section 5 (which limits what inventions they have a
legitimate interest in), section 4 is reasonable - they're only asking
you to tell them about them so that if they do have a Section 5
interest, they can pursue it. If there is such a clash, it's better to
find out about it sooner than later.  

Section 7 (disclosure of prior inventions) protects you, not them.

RE: [OT] advice needed.

[Vladislav Safronov <vl...@comptek.ru>]

this is the contract (one paragraph is already excluded) :

http://vlad.narod.ru/contract.html

is it really looks like a usual thing?

(the matter of the job is just making mod_perl apps.)

/Vlad.

> -----Original Message-----
> From: eedalf@eed.ericsson.se [mailto:eedalf@eed.ericsson.se]
> Sent: Friday, September 29, 2000 4:32 PM
> Cc: modperl@apache.org
> Subject: Re: [OT] advice needed.
> 
> 
> Vladislav Safronov wrote:
> > I am going to work in a Web Company to write some mod_perl apps.
> > They gave me a contract (I think the terrible one) which
> > contains paragraph (among the others) that signs the rights to all
> > inventions over to them.
> 
> The same paragraph (the inventions resulted from your contracting 
> work belong to the company who hired you) is in my contract here
> in Germany and my lawyer told me it's a usual thing.
> 
> > The problem is .. I have never sign such contracts and I 
> don't know if it's
> > "common" contract template that programmers sign when start 
> coding for
> > somebody.
> 
> I'd go to a lawyer to check the contract.

Re: [OT] advice needed.

["Alexander Farber (EED)" <ee...@eed.ericsson.se>]

Vladislav Safronov wrote:
> I am going to work in a Web Company to write some mod_perl apps.
> They gave me a contract (I think the terrible one) which
> contains paragraph (among the others) that signs the rights to all
> inventions over to them.

The same paragraph (the inventions resulted from your contracting 
work belong to the company who hired you) is in my contract here
in Germany and my lawyer told me it's a usual thing.

> The problem is .. I have never sign such contracts and I don't know if it's
> "common" contract template that programmers sign when start coding for
> somebody.

I'd go to a lawyer to check the contract.